By: Josh Johnson

During these unprecedented times many firms are seeing temporary and permanent changes to how they are conducting business. As firms adjust to the Covid-19 pandemic, one area that Turnkey Trading Partners (“Turnkey”) has seen being largely overlooked is Commodity Trading Advisor (“CTA”) and Commodity Pool Operator (“CPO”) obligations to update offering and disclosure documents, as well as, marketing materials for material events.  Within this article we will look at how the pandemic could affect and require a CTA or CPO to update both offering documents as well as marketing materials.


Due to all-time high market volatility, traders may have experienced extreme monthly performance both up and down. Regardless, of whether trading results were good or bad, such extreme swings must be considered by a firm when promoting their programs. While offering and disclosure documents are only required to be updated every 12 months, it is necessary to ensure you are providing any interim performance to perspective clients. It is especially important to have this information properly presented when there is a period of extreme positive or negative returns within the program. Such returns would be viewed by NFA as being “material” in that they would likely impact an investor’s determination to make an investment.  To eliminate potential risks regarding performance swings being considered “materially misleading” by NFA, CTAs and CPOs should make updates to offering documents as well as all marketing materials as appropriate. For assistance in determining how best to go about disclosing material changes, contacting a compliance consulting firm like Turnkey may also be necessary.


As all key personnel related to the operations of a CTA or a CPO must be outlined within disclosure documents and other offering materials for perspective investors.  Changes within this area would always be considered material when they occur.  Managers who have been impacted by the pandemic in this area (that is where key personnel changes have occurred) are not only required to update offering documents, but they also must provide a notice of the changes to any existing clients. Similarly, if a firm has added any new personnel, this would be required to be included within an offering document too.

Other Items

While performance and personnel are two main reasons an offering document would require an update, CTAs and CPOs should also consider other material disclosures such as pending litigation, affiliate relationships, or changes in main office location when determining if any other firm changes would necessitate an updated document.  CTAs and CPOs should also alert any allocators or introducing brokers of material changes which may have occurred to ensure third party marketing firms have the most up to date information. For a full discussion of pandemic updates required of all registrants please read our article “World Stops; CFTC & NFA Compliance March On.” You may also want to follow our rolling coronavirus regulatory update here.

Turnkey Trading Partners can help guide you through these uncertain times and assist you in determining the best course of action to ensure you remain compliant. Please contact us today to learn more about your compliance obligations during the Covid-19 pandemic. We can be reached via phone at (312) 324-0040, via email by using

About the Author

Josh Johnson has over ten years of experience working with regulatory and compliance matters within the financial services industry.  Prior to joining Turnkey, Josh worked at National Futures Association (NFA) in various roles where he led numerous reviews of NFA member firms. Additionally, Josh worked in the internal audit department at State Street Corporation conducting reviews of the various business units and offerings of the bank. Josh has a degree in finance from the University of Iowa.